Private sector lenders Yes Bank on Thursday said that it has received a binding offer from a global investor for an investment of $1.2 billion in the bank through fresh issuance of equity shares, subject to regulatory, board and shareholders approvals.

In a statement released to the exchanges, the bank also said that it continues to be in advanced discussions with other global and domestic investors.

A back of the envelope calculation shows that fresh issuance of equity shares to raise $1.2 billion would roughly translate to 33 percent holding in the bank at current market prices. This is where the bank may face hurdles.

RBI Approval A Hurdle?

The Reserve Bank of India (RBI) guidelines on ownership/shareholding in private sector banks currently do not allow a single investor to own more than 10 percent stake in a private bank.

As per the instructions issued by RBI on May 12, 2016, the shareholding patters were split into two broad categories of individuals (natural persons) and legal entities/institutions, and separate limits were stipulated for non-financial and financial institutions, which were divided into diversified and non-diversified institutions.

For the legal entities/institutions category, RBI allowed up to 40 percent shareholding cap for financial institutions that fall under “regulated, well-diversified and listed/supranational institution/public sector undertaking/government” sub-category.

The RBI has also provided for a window under “special circumstances” where the shareholding cap can be “permitted on a case to case basis”.

This 2016 circular reads, “Shareholders may be permitted higher shareholding as per the principles specified in chapter II above subject to the following:

(a) In banks where there are no major regulatory/supervisory concerns, a person may be permitted to acquire higher shareholding, if the same is supported by the Board of the Directors of the concerned bank. In such banks, hostile takeover shall not be permitted.

(b) In banks where there are regulatory/supervisory concerns and, wherein the opinion of the RBI, a change in the ownership/management of the bank is necessary for the interests of the depositors of the bank / public interest, RBI may at its discretion permit a person to acquire higher shareholding, even if the concerned bank’s Board does not support the same. Such a person, may or may not be an existing shareholder.

(c) Any such person who has been permitted by RBI to have higher shareholding than the limits specified in the matrix at paragraph 6 above, shall be required to bring down the shareholding to the level as specified in the matrix, within 12 years from the date of such higher shareholding being permitted, unless RBI has advised in writing to the contrary.

(d) Any person who has been permitted by RBI to have a shareholding of 10 percent or more in a bank, shall be subject to a minimum holding period of five years. Such person shall be free to divest his holdings thereafter unless otherwise required specifically by the Reserve Bank.

There are examples of both stands being taken by RBI. While RBI declined the proposal for a higher than 10 percent shareholding by HDFC Ltd in Bandhan Bank during the Gruh Finance deal, the regulator has in the past made exceptions in the case of Catholic Syrian Bank where it allowed Fairfax Holdings to take 51 percent stake and also LIC to take over majority stake in IDBI Bank.

Ravneet Gill, who took reins of the bank in March this year, was tasked with repairing the bank’s balance sheet and raise confidence capital after RBI ousted it's founding promoter Rana Kapoor as managing director and chief executive officer of the bank.

The bank’s stock price has been under pressure due to concerns about its asset quality and fell to a decade low of Rs 29.05 on October 1 on the Bombay Stock Exchange.

Yes Bank’s capital adequacy ratio slipped to at 15.7 percent as of June 30 versus 17.3 percent during the same quarter last year, with Common Equity Tier-1 ratio at 8 percent.

The bank reported a massive quarterly loss in the June quarter, worsened by large provisions for bad loans. It reported gross non-performing assets of 5.01 percent in the quarter ending June 30th compared to 3.22 percent in the previous quarter, while maintaining a watch list of Rs 10,000 crores of exposure, which is potentially at the risk of turning bad.

Given the stress in the bank, and its dire need of capital to tide over the current crisis, RBI may well make an exception with certain conditions.

Commenting on the news, Krishnan ASV, vice-president of SBI Cap Securities told CNBC-TV18 that, “Entire risk of whether Yes Bank survives in its current avatar can now be evaded.”

He added that if RBI makes an exception for Yes Bank and permits a higher shareholding, then it could do so with a sunset clause condition, for instance.

Investor Name Not Disclosed

On October 3, Ravneet Gill, in a conference call with analysts, said, “We have been engaged with the regulator which of course I am not at liberty to discuss over here. But I think the issue is that there are 3 constituencies of investors that we are effectively engaged with. As I mentioned to you, first is private equity, second is certain strategic investors, and the third is family offices."

Yes Bank has not disclosed the name of this investor who is looking to infuse $1.2 billion into the bank. The identity of this investor will be key. From an RBI point of view, a well-diversified and regulated financial entity or investor is sure to find more favour.

Reports had also suggested that a technology company could potentially pick up a large stake in Yes Bank. If this comes to be true, then RBI would be setting a new precedent by granting such an approval.

For now, the stamp of confidence from this unknown investor was enough to give hope to the investors, sending the stock zooming over 30 percent in trade today.

Krishnan told CNBC-TV18, "We are in an especially weak credit environment. You have seen banks during this earnings season letting investors know that things may not be smooth riding over the rest of FY20. The Yes Bank needs patient capital right now. For every bad news, you can’t keep hammering the stock because then the stock will only go one way. Sometimes the fundamentals need to take over. If this is patient capital, then it will be good news."

First Published:Oct 31, 2019 6:36 PM IST